Investor Presentation Conference Call April 16, 2015 A final base - PowerPoint PPT Presentation

Transforming into a leading, fully-integrated REIT with best-in-class capabilities with best-in-class capabilities Investor Presentation Conference Call April 16, 2015 A final base shelf prospectus containing important information relating to the securities described in this investor presentation has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this investor presentation. This investor presentation does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

Notice to Reader Forward-looking information This investor presentation may contain forward-looking statements. In some cases, forward-looking statements can be identified by the use of words such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, and “continue” and similar expressions, and by discussions of strategies that involve risks and uncertainties. The forward-looking statements are based on certain key expectations and assumptions made by Calloway regarding, among other things, the expected performance of the acquired properties and platform, the existence of future profitable development opportunities, the level of Walmart development opportunities, moderate interest rate increases, the use of the net proceeds of such offering and the closing of the offering of securities referred to herein, and the closing of the acquisition referred to herein. By their nature, forward-looking statements and valuations involve numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. Although management believes that the expectations reflected in the forward-looking statements and valuations are reasonable, there can be no assurance that future results, levels of activity, performance or achievements will occur as anticipated. Neither Calloway nor any other person assumes responsibility for the accuracy and completeness of any forward- looking statements, and no one has any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or such other factors which affect this information, except as required by law. Non-IFRS Measures Certain terms in this investor presentation, such as FFO and AFFO, are not generally accepted accounting principles (GAAP) Certain terms in this investor presentation, such as FFO and AFFO, are not generally accepted accounting principles (GAAP) defined under International Financial Reporting Standards (IFRS). However these are measures sometimes used by Canadian real estate income trusts (REITs) as indicators of financial performance. Calloway uses these measures to analyze operating performance. As one of the factors that may be considered relevant by prospective investors is the cash distributed by Calloway relative to the price of the units, management believes these measures are a useful supplemental measure that may assist prospective investors in assessing an investment in units. Calloway analyzes its cash distributions against these measures to assess the stability of the monthly cash distributions to Unit holders. As these measures are not standardized, as prescribed by IFRS, they may not be comparable to similar measures presented by other REITs. These measures are not intended to represent operating profits for the period nor should they be viewed as an alternative to net income, cash flow from operating activities or other measures of financial performance calculated in accordance with IFRS. A full definition of FFO and AFFO and examples of reconciliations of FFO and AFFO to the most directly comparable measure calculated in accordance with IFRS are provided in Calloway’s most recent MD&A for the year ending December 31, 2014. 1

Reinforcing our role as one of Canada’s leading retail REITs 27.3M 99% Square Feet of GLA* Square Feet of GLA* Occupancy Occupancy Current State 7 Billion 128 As of December 31, 2014 Total Assets Retail Centres *Gross leasable area 2

Transformational $1.2 billion acquisition Development Platform Interests in 24 Properties • Best-in-class retail real estate capabilities in • 22 shopping centres development, construction, leasing, legal, engineering, architectural and real estate finance 20 open format Walmart anchored or shadow • anchored shopping centres • Creates a fully-integrated real estate business to One grocery anchored shopping centre • drive growth drive growth Additional 25% interest in Montreal Premium • • Increases retail and mixed-use development Outlet opportunities • Two development properties • Enhanced strategic relationship with Walmart, the world’s largest retailer • 3.6M square feet of income producing GLA with another 1.9M square feet of GLA of expected future • Intellectual property including SmartCentres’ development trademark penguins 3

Transformational SmartCentres acquisition positions Calloway for growth Transaction Highlights Opportunity to acquire a large, high quality 1. 1. portfolio of real estate portfolio of real estate 2. Creates a fully-integrated real estate platform 3. Provides enhanced growth opportunities 4. Accretive to FFO* per unit and AFFO* per unit 5. 5. Funding in place Funding in place 6. Special Committee and Board supported Funding in place 7. Unitholder vote scheduled for May 26, 2015 *These measures are non-IFRS defined measures. See disclosure relating to these measures in this presentation. 4

Calloway will benefit from several key pillars of the proposed transaction Strategic Rationale • 3.6 million square feet of leased GLA • 20 Walmart anchored or shadow anchored sites (16 anchored, 4 shadow anchored) • 1 grocery anchored shopping centre Real Estate • • 25% interest in Montreal Premium Outlet 25% interest in Montreal Premium Outlet • Shopping centre properties have 99.7% occupancy, 12.6 year weighted average lease term to maturity • 2 development properties, 1 Walmart shadow anchored • End-to-end, fully integrated in-house development capabilities with proven track record Capabilities • New capabilities allow for site intensification and greenfield development • Strategic advice and support from Mitchell Goldhar to maximize mixed use development • Acquisition properties include 1.9 million square feet of expected development GLA* Growth Growth • Potential that comes from enhanced relationship with Walmart, the world’s largest retailer • Platform can drive both retail and mixed used development • Accretive to both FFO** per unit and AFFO** per unit excluding one time transaction and Financial integration costs • Funding in place * Includes 1.6 million square feet of development GLA for Calloway and 0.3 million square feet for future earnout payments to certain vendors. **Excluding one-time transaction and integration costs. FFO and AFFO are non-IFRS defined measures. See disclosure on these measures. 5

Transformation of Calloway into SmartREIT 1 SmartREIT Calloway Today 31.0M square feet of GLA  27.3M square feet of GLA  149 properties 128 properties   Approximately 99% occupancy 99% occupancy   Weighted average lease term 7.5 years Weighted average lease term 6.8 years   4.6M square feet of potential retail 2.7M square feet of potential retail   development 2 development 2 $8.3B of Total Assets $7.1B of Total Assets   Fully-integrated property, asset  Best in class internal property and asset  development and leasing management management capabilities capability New Brand – Calloway will rebrand itself  SmartREIT, trading using the SRU.UN ticker, leveraging SmartCentres’ considerable brand equity and our new combined strengths 1 As of December 31, 2014. 2 Excludes development opportunities with Mezzanine loans. 6

Financing of proposed transaction Purchase price within formal valuation range • Approximately $644 million of assumed debt at a weighted average interest rate of 2.6% • Issuance of $180 million in Class B LP units of Calloway subsidiary partnerships to certain • vendors, exchangeable for REIT units on a one-for-one basis Net proceeds from an offering of $200 million of subscription receipts in a bought-deal • financing Any remainder financed by cash on hand and by drawing on existing credit facility • Pro Forma debt to total aggregate assets is expected to be approximately 46% • 7

Next steps April 27 bought-deal financing closes • May 26 Calloway annual general and special meeting and unitholder vote May 26 Calloway annual general and special meeting and unitholder vote • • on the Proposed Transaction May 27 Proposed Transaction closing and rebranding of Calloway to • SmartREIT 8

Appendix 9